Kevin S. Shmelzer

Partner

Philadelphia Phone +1.215.963.5716 Fax +1.215.963.5001

1701 Market St.//Philadelphia, PA 19103-2921//United States

Kevin S. Shmelzer combines his skills as a lawyer and his prior experience as a certified public accountant to address corporate and securities matters. As deputy practice area leader of the firm’s global private equity practice, Kevin advises private equity funds and their portfolio companies on structuring and negotiating complex business deals. In addition, Kevin works on global mergers and acquisitions (M&A), special purpose acquisition company (SPAC) transactions, public and private debt and equity offerings (including IPOs), investments, divestitures, joint ventures, corporate governance, and general representations of public and private companies. He also has experience in roll-up, corporate carve-out and distressed transactions.

Kevin represents public and private clients in a number of fields, including the energy, technology, banking, life sciences, retail, utilities, healthcare, manufacturing, fintech, digital health, and sports industries. Kevin is a member of the firm’s SPAC Task Force.

In addition to serving as outside counsel for his clients, Kevin previously served as the acting general counsel of Taminco Global Chemical Corporation upon Apollo Global Management’s acquisition of Taminco (at such time, the company had $1.1 billion in revenues and 750 employees in 18 countries). Kevin managed all legal aspects of the company’s operations, including primary responsibility for corporate governance and board secretarial duties, strategic alliances, joint ventures, acquisitions, commercial matters, litigation and claims, financings, subsidiary management, intellectual property, purchasing, employment, sales, and marketing compliance matters. That experience allows him to bring a unique perspective to the business and financial aspects of the transactions he works on.

selected representations

Strikepoint Group Holdings, LLC in its acquisition of Waychoff’s Heating & Air Conditioning, Inc.; named Corporate/Strategic Deal of the Year ($25M - $50M), M&A Advisor (2022)
J.S. Held in more than 10 add-on transactions
Strikepoint Group Holdings in more than 15 add-on transactions
Permit Capital Advisors, a service provider to ultra-high-net-worth families and foundations primarily in the Philadelphia region, in its sale to Cerity Partners
EMPWR Nutrition Group in its acquisition of Noble Foods, a nutritional bar manufacturer
Inside Real Estate, a portfolio company of Lovell Minnick Partners and a SaaS-based technology provider to the residential real estate brokerage industry, in an investment by Genstar Capital
Guardian Capital Partners in the sale of its portfolio company, Cosmic Pet LLC, an innovator in pet hard good products, dog and cat toys, chews, and treats, to Petmate, a portfolio company of Platinum Equity
Fortis Payment Systems, a portfolio company of Lovell Minnick Partners, in its acquisition of OmniFund, a cloud based Payments-as-a-Platform solutions provider
McCue Corporation, a company that specializes in the distribution of products such as safety barriers, floor railings and bumpers, for use in warehouses and high footfall environments spanning sectors such as grocery and ecommerce and a portfolio company of Eureka Equity Partners, in its sale Bunzl plc
Foreside Financial Group, a portfolio company of Lovell Minnick Partners and provider of an offering of distribution solutions and governance, risk management and compliance solutions to clients in the global asset and wealth management industries, in the sale of a majority stake to Genstar Capital
FinTech Acquisition Corp. IV in its $975 million merger with Perella Weinberg Partners, a company that provides independent strategic and financial advice to a broad client base globally, including corporations, institutions, governments, sovereign wealth funds and private equity investors
CompoSecure Holdings, L.L.C., a pioneer and category leader in premium payment cards and an emergent provider of cryptocurrency and digital asset storage and security solutions, in its merger agreement with Roman DBDR Tech Acquisition Corp., a special purpose acquisition company. The transaction reflects a pro forma enterprise value for CompoSecure of approximately $1.2 billion.
FinTech Acquisition Corp. V, a publicly-traded special purpose acquisition company, in its definitive business combination agreement with eToro Group, Ltd., the world's leading social investment network. The enterprise value of eToro Group is approximately $9.6 billion.
10X Capital Venture Acquisition Corp. (VCVC), a publicly traded special-purpose acquisition company, in its business combination with REE Automotive, an automotive technology leader headquartered in Tel Aviv, Israel, creating the cornerstone for tomorrow's zero-emission vehicles. The transaction reflects a pro forma equity value for the combined business of approximately $3.6 billion.
FTAC Olympus Acquisition Corp., a special purpose acquisition company, in a definitive agreement and plan of reorganization with Payoneer Inc., a global payment and commerce-enabling platform leveraged by millions of digital businesses worldwide. The deal values Payoneer at $3.3 billion.
Insurance Acquisition Corp. in its approximately $440 million “de-SPAC” business combination with Shift Technologies, Inc.
Fanatics Inc. in its joint venture in China with Hillhouse Capital
Fanatics in its joint venture with Lids and subsequent equity investment in Barnes & Noble, a solutions provider for the education industry
Friendly’s, a restaurant chain, in its sale out of bankruptcy, to Brix Holdings LLC
Fanatics, Inc. in its acquisition of Top of the World, a retail suppler of college headwear and apparel
Johnny Rockets, a portfolio company of Sun Capital Partners and a restaurant that serves up freshly-made, classic burgers and indulgent, hand-spun real ice cream shakes, in its sale to FAT (Fresh. Authentic. Tasty) Brands Inc.
Honeywell International Inc.'s pension fund, alongside GHK Capital Partners, in a co-investment vehicle that acquired Hasa Holdings, Inc., a manufacturer and distributor of pool cleaning and industrial chemicals and supplies
Attom Data Solutions in its acquisition of Home Junction, Inc., a provider of real estate data
Fanatics Inc., an online and in-venue retailer of officially licensed sports merchandise, in its $350 million Series E investment round from Fidelity Management & Research Co., Thrive Capital, Franklin Templeton Investments and Neuberger Berman Group LLC
Fanatics, Inc. in its acquisition of WinCraft, one of the largest hard goods licensee’s in the sports and entertainment industries
Tabula Rasa HealthCare, Inc. in its acquisition of Personica, LLC, a provider of pharmacy services, including 340B and Medicare Part D administration solutions to Programs of All-inclusive Care for the Elderly (PACE)
Rue Gilt Groupe (a privately held premier off-price e-commerce portfolio company) in the approximately $280 million investment from Simon Property Group (NYSE: SPG)
Lovell Minnick Partners in its acquisition of ATTOM Data Solutions, which delivers multisourced national property data including tax, deed, mortgage, and other information on more than 155 million US properties through its websites RealtyTrac.com, Homefacts.com, and HomeDisclosure.com
Honeywell International Inc.'s pension fund in over 25 co-investments
Lovell Minnick Partners in its significant minority investment in oneZero Financial Systems, a provider of software and technology solutions to the rapidly growing foreign exchange trading industry
Tabula Rasa HealthCare, Inc. (NASDAQ: TRHC) in the acquisition of PrescribeWellness, a cloud-based patient relationship management solutions company that facilitates collaboration between more than 10,000 pharmacies with patients, payers, providers, and pharmaceutical companies
ShopRunner in its acquisition of Spring NYC, a mobile shopping destination where customers can discover new fashion items and buy them directly from their favorite brands in a single-cart experience
Tabula Rasa HealthCare, Inc. in a $94.9 million public offering of its common stock
Fanatics, Inc. in the acquisition of VF Corporation’s (NYSE: VFC) Licensed Sports Group business, including the Majestic® brand, supplies apparel and fan wear through licensing agreements with U.S. and international professional sports leagues and teams
Tabula Rasa HealthCare, Inc. in connection with its $60 million initial public offering
eBay Inc. in connection with its $925 million divestiture of its enterprise business to private equity firms Sterling Partners and Permira
Cerecor Inc. in connection with its $26 million initial public offering
Exelon Corporation in the sale of its interests in the Conemaugh and Keystone power plants to Arclight Capital Partners LLC
Fanatics, Inc. in the acquisition of SportsMemorabilia.com
ShopRunner in the sale of a minority stake to Alibaba Group Holding
Pearson plc in the formation of the Penguin Random House joint venture, resulting in the largest English language publisher in the world.
Unisyn Medical Technologies, a portfolio company of Galen Partners, in its disposition of its transactional business to GE Healthcare, the healthcare division of General Electric
Dahlman Rose & Company, a research-driven privately held New York investment bank, in its sale to Cowen Group Inc.
NuPathe Inc. in connection with its equity line with Aspire Capital pursuant to which Aspire Capital agreed to purchase up to $30 million of common stock
Sun Capital Partners in its acquisition of Friendly’s Ice Cream
GSI Commerce, Inc. in connection with its $2.4 billion acquisition by eBay Inc.
GSI Commerce, Inc. in connection with its $277 million acquisition of Fanatics, Inc.
NuPathe Inc. in connection with its $50 million initial public offering
K-Tron International, Inc. in connection with its $435 million acquisition by Hillenbrand, Inc.
Safeguard Scientifics, Inc. in the sale of its ownership position in five partner companies to Saints Capital for approximately $128 million